Common use of No Additional Representations; Disclaimer Clause in Contracts

No Additional Representations; Disclaimer. The Buyer acknowledges and agrees that none of the Seller, the Company, any of their Affiliates or any Representatives of any of the foregoing (a) has made (and the Buyer and its Affiliates have not relied on) any representation or warranty, express or implied, as to the accuracy or completeness of any information regarding the Company or its businesses or assets, except as expressly set forth in Article III and qualified by the Seller Disclosure Schedules or (b) will have or be subject to any liability or obligation to the Buyer resulting from the distribution to the Buyer or any of its Affiliates, or the Buyer’s or any of its Affiliates’ use of, any such information, and any information, document or material made available to the Buyer or its Affiliates or any of their Representatives in certain “data rooms” and online “data sites,” management presentations or any other form in connection with the transactions contemplated by this Agreement or otherwise. In connection with the Buyer’s and its Affiliates’ investigation of the Company, the Buyer and its Affiliates have received from or on behalf of the Company certain projections, including projected statements of operating revenues and income from operations of the Company and certain business plan information of the Company. The Buyer acknowledges that there are uncertainties inherent in attempting to make such estimates, projections and other forecasts and plans, that the Buyer and its Affiliates are familiar with such uncertainties, that the Buyer and its Affiliates are taking full responsibility for making their own evaluation of the adequacy and accuracy of all estimates, projections and other forecasts and plans so furnished to it (including the reasonableness of the assumptions underlying such estimates, projections and forecasts), and that the Buyer and its Affiliates shall have no claim against the Seller, the Company, any of their Affiliates or any Representatives of any of the foregoing with respect thereto.

No Additional Representations; Disclaimer. The Buyer acknowledges and agrees that none of the SellerSeller Parties, the CompanyAcquired Companies, any of their Affiliates or any Representatives of any of the foregoing (a) has made (and the Buyer and its Affiliates have not relied on) any representation or warranty, express or implied, as to the accuracy or completeness of any information regarding the Company Acquired Companies or its their businesses or assets, except as expressly set forth in Article III and qualified by the Seller Company Disclosure Schedules Schedules, or (b) will have or be subject to any liability or obligation to the Buyer or any other Person resulting from the distribution to the Buyer or any of its Affiliates, or the Buyer’s or any of its Affiliates’ use of, any such information, and including any information, document or material made available to the Buyer or its Affiliates or any of their Representatives in certain “data rooms” and online “data sites,” management presentations or any other form in connection with the transactions contemplated by this Agreement Transactions or otherwise. In connection with the Buyer’s and its Affiliates’ investigation of the CompanyAcquired Companies, the Buyer and its Affiliates have received from or on behalf of the Company Acquired Companies certain projections, including projected statements of operating revenues and income from operations of the Company Acquired Companies and certain business plan information of the CompanyAcquired Companies. The Buyer acknowledges that there are uncertainties inherent in attempting to make such estimates, projections and other forecasts and plans, that the Buyer and its Affiliates Affiliates’ are familiar with such uncertainties, that the Buyer and its Affiliates are taking full responsibility for making their own evaluation of the adequacy and accuracy of all estimates, projections and other forecasts and plans so furnished to it (including the reasonableness of the assumptions underlying such estimates, projections and forecasts), and that the Buyer and its Affiliates affiliates shall have no claim against the SellerSeller Parties, the CompanyAcquired Companies, any of their Affiliates or any Representatives of any of the foregoing with respect thereto.

No Additional Representations; Disclaimer. The Buyer acknowledges and agrees that none of the SellerSellers, the CompanyGroup Companies, any of their Affiliates or any Representatives of any of the foregoing (a) has made (and the Buyer and its Affiliates have not relied hereby disclaim reliance on) any representation or warranty, express or implied, as to the accuracy or completeness of any information regarding the Company Group Companies or its businesses their respective business or assets, except as expressly set forth in Article III and Article IV and qualified by the Seller Disclosure Schedules Schedule, or (b) will have or be subject to any liability or obligation to the Buyer or any other Person resulting from the distribution to the Buyer or any of its Affiliates, or the Buyer’s or any of its Affiliates’ use of, any such information, and including any information, document or material made available to the Buyer or its Affiliates or any of their Representatives in certain “the Group Companies’ electronic data rooms” and online “data sites,” room, management presentations or any other form in connection with the transactions contemplated by this Agreement hereby or otherwise. In connection with the Buyer’s and its Affiliates’ investigation of the CompanyGroup Companies, the Buyer and its Affiliates have received from or on behalf of the Company Group Companies certain projections, including projected statements of operating revenues and income from operations of the Company Group Companies and certain business plan information of the Company. The Buyer acknowledges that there are uncertainties inherent in attempting to make such estimates, projections and other forecasts and plans, that the Buyer and its Affiliates are familiar with such uncertainties, that the Buyer and its Affiliates are taking full responsibility for making their own evaluation of the adequacy and accuracy of all estimates, projections and other forecasts and plans so furnished to it them (including the reasonableness of the assumptions underlying such estimates, projections and forecasts), and and, subject to the following sentence, that the Buyer and its Affiliates shall have no claim against any of the SellerSellers, the CompanyGroup Companies, any of their Affiliates or any Representatives of any of the foregoing with respect thereto. Notwithstanding the foregoing, nothing in this Section 4.4 or elsewhere in this Agreement shall (i) limit or impair, or constitute a waiver of, any right or remedy of Buyer in cases of Fraud, (ii) relieve any Person of any liability or obligation for Fraud or (iii) preclude Buyer from asserting any claim based on Fraud, in each case whether or not such Fraud is based on any representation or warranty set forth in this Agreement or otherwise.